SOUTHWEST AIRLINES CO. $2,000,000,000 1.250% Convertible Senior Notes due 2025 UNDERWRITING AGREEMENTUnderwriting Agreement • May 1st, 2020 • Southwest Airlines Co • Air transportation, scheduled • New York
Southwest Airlines Co., a Texas corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom J.P. Morgan Securities LLC, BofA Securities, Inc. and Morgan Stanley & Co. LLC are acting as representatives (“you” or “Representatives”), $2,000,000,000 aggregate principal amount of its 1.250% Convertible Senior Notes due 2025 (the “Firm Securities”). The Company also proposes to issue and sell to the several Underwriters, solely to cover over-allotments, not more than an additional $300,000,000 aggregate principal amount of its 1.250% Convertible Senior Notes due 2025 (the “Additional Securities”) if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Securities granted to the Underwriters in Section 2 hereof. The Firm Securities and the Additional Securities are hereinafter collectively referred to as the “Securities.
